ImagineAR Announces Non-Brokered Private Placement Financing

Vancouver, British Columbia--(Newsfile Corp. - May 15, 2026) - ImagineAR Inc. (CSE: IP) (the "Company" or "ImagineAR"), a developer of augmented reality technology, is pleased to announce the Company intends to undertake a non-brokered private placement financing to raise gross proceeds of up to $500,000 from the sale of up to 100,000,000 Share Units ("Units") at a price of $0.005 per Unit (the "Offering"). Each Unit will comprise of one Common Share and one Purchase Share Warrant ("Warrant") at $0.05 per Warrant for 36 months. The securities issued under the Offering will have a hold period expiring four months and one day from the date of issuance pursuant to applicable Canadian securities laws. Closing of the Offering remains subject to regulatory approvals, including approval of the Canadian Securities Exchange ("CSE").

Net proceeds from the Offering will be used to support the Company's previously announced Niantic litigation, the development of the Company's AR/Integration Platform Integration with generative AI and for general working capital purposes.

The Company is also pleased to announce that two holders of previously issued convertible debentures on the Company in the aggregate principal amount of $220,000 have agreed to settle the outstanding debt through the issuance of common shares. Under this shares for debt settlement transaction, the Company has agreed to issue an aggregate 51,867,138 common shares at a deemed price of $0.005 per common share, settling a total of $259,335 in outstanding debt (including accrued interest).

The Board of Directors determined that this transaction aligns with the Company's strategy to strengthen its balance sheet while preserving cash for working capital. The transaction remains subject to approval by the Canadian Securities Exchange.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities of this Offering have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About ImagineAR Inc.

ImagineAR Inc. (CSE: IP) is an augmented reality engagement company. The Company's platform enables sports franchises, entertainment properties, consumer brands, and advertising partners to deliver location-aware, interactive, experiences to their audiences across mobile and connected devices. ImagineAR holds a growing portfolio of U.S. patents covering location-aware gameplay, cross-platform AR delivery, and adaptive real-world-driven experiences. For more information, visit ImagineAR.com.

Forward-Looking Statements

This news release contains certain forward-looking statements within the meaning of applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the Company's expectations regarding the issuance of allowed patents, the receipt of additional Notices of Allowance, the pursuit of strategic licensing opportunities, the enforcement of intellectual property rights, the integration of artificial intelligence capabilities into the Company's platform, and the Company's commercial and technological outlook. Forward-looking statements are based on assumptions and estimates of management at the time such statements were made, and actual results may differ materially. Factors that could cause actual results to differ include, without limitation, the risks and uncertainties associated with the patent issuance process, the Company's ability to identify and execute on licensing opportunities, technology development and integration risks, market acceptance of AR and AI-enabled products, competition, regulatory developments, general economic conditions, and other factors described in the Company's filings on SEDAR+ at sedarplus.ca. Readers are cautioned not to place undue reliance on forward-looking statements. The Company assumes no obligation to update or revise any forward-looking statement, except as required by applicable securities laws.

Neither the Canadian Securities Exchange nor its Regulation Services Provider has reviewed or accepts responsibility for the adequacy or accuracy of this release.

For further information, please contact:

ON BEHALF OF THE BOARD

Alen Paul Silverrstieen
President & CEO
[phone]
[e-mail]

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/297739

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